“DOTSOFT INTEGRATED INFORMATION TECHNOLOGY SOLUTIONS S.A.”, trading as “DOTSOFT S.A.”, announces that the Extraordinary General Meeting of the Company’s shareholders was held at 12.00 on Wednesday, 21 October 2026, at the Company’s offices at 71 Poseidonos Street, in the Municipality of Pylaia, Thessaloniki.
Four (4) shareholders attended the Extraordinary General Meeting, representing a total of 2,584,080 ordinary registered voting shares, or 82.824% of the Company’s paid-up share capital. The meeting discussed and adopted resolutions on all the items on the agenda, as follows:
On the first item of the agenda: Approval of the admission of all the Company’s ordinary shares to trading on the Main Market of the Euronext Athens Securities Market, in accordance with the provisions of Law 3371/2005, and the delisting of the Company’s shares from the Euronext Athens Alternative Market (EN.A. Growth) for the purpose of, and subject to, their admission to the Main Market of Euronext Athens.
The Extraordinary General Meeting of shareholders unanimously resolves to
A) approve the admission of all the Company’s ordinary registered voting shares to trading on the Main Market of the Euronext Athens Securities Market, in accordance with the provisions of Law 3371/2005, and the delisting of the Company’s shares from the Euronext Athens Alternative Market for the purpose of, and subject to, their admission to the Main Market of Euronext Athens.
B) authorise the Board of Directors to represent the Company before Euronext Athens, Euronext Securities Athens and the Hellenic Capital Market Commission, and before any competent authority or third party, in relation to the admission of all the Company’s shares to trading on the Regulated Market of Euronext Athens (the “Admission”), and generally to take all necessary actions and make all necessary declarations on behalf of the Company, and to settle the details of any matter relating to the Admission (including, without limitation, preparing, signing and submitting the application for Admission to 1 Euronext Athens, and drafting and submitting a prospectus to the Hellenic Capital Market Commission for approval), with the right to delegate authority to any member of the Board of Directors or to employees of the Company.
C) unreservedly approve all actions taken by the Board of Directors before this resolution for the purposes of the Admission.
The Extraordinary General Meeting then authorises the Chairman of the Company’s Board of Directors and Chief Executive Officer to take all necessary actions and settle all details required to implement the above resolution.
On the eighth item of the agenda: Increase of the Company’s share capital by a total of four million euros (€4,000,000) from the Company’s undistributed profits, through (a) an increase in the nominal value of each existing ordinary registered voting share of the Company from €0.10 to €0.50, by capitalising part of this amount, totalling one million two hundred and forty-eight thousand euros (€1,248,000), and (b) the issue of five million five hundred and four thousand (5,504,000) new ordinary registered voting shares in the Company, with a nominal value of €0.50 each, by capitalising the remaining amount of two million seven hundred and fifty-two thousand euros (€2,752,000). Amendment of Article 5 of the Company’s Articles of Association
The Extraordinary General Meeting of shareholders unanimously resolves to
a) approve the proposal of the Company’s Board of Directors and approve an increase in the Company’s share capital by a total of four million euros (€4,000,000) from the Company’s undistributed profits, through
(a) an increase in the nominal value of each existing ordinary registered voting share of the Company from €0.10 to €0.50, by capitalising part of this amount, totalling one million two hundred and forty-eight thousand euros (€1,248,000); and
(b) the issue of five million five hundred and four thousand (5,504,000) new ordinary registered voting shares in the Company, with a nominal value of €0.50 each (the “New Shares”), by capitalising the remaining amount of two million seven hundred and fifty-two thousand euros (€2,752,000).
The New Shares will be distributed free of charge to the Company’s shareholders, at a ratio of 1.76410256410256 New Shares for each one (1) existing share in the Company.
Any fractional entitlements to New Shares will be sold without delay by the Company, in accordance with Article 7, paragraph 4 of Law 4569/2018 and the corresponding amendment to Article 5 of the Company’s Articles of Association.
b) authorise the members of the Board of Directors to determine the record date for holders entitled to receive the New Shares and the date on which they will begin trading and, in general, to take all necessary actions to increase the nominal value of the Company’s existing shares as set out above, and to issue the New Shares and admit them to trading.
c) approve the restatement of the Company’s Articles of Association (following the resolutions adopted by the Extraordinary General Meeting on the second and eighth agenda items and the amendments to Articles 5, 6, 8, 10, 17, 18, 24, 28 and 33 of the Company’s Articles of Association).
The Extraordinary General Meeting then authorises the Chairman of the Company’s Board of Directors and Chief Executive Officer to take all necessary actions and settle all details required to implement the above resolution.
On the ninth item of the agenda: Granting the Board of Directors authority to increase the Company’s share capital, including the authority to limit or exclude (cancel) the pre-emption rights of existing shareholders, in accordance with Articles 24, paragraph 1(b), and 27, paragraph 4 of Law 4548/2018.
The Extraordinary General Meeting of shareholders unanimously resolves
to authorise the Board of Directors, pursuant to Article 24, paragraph 1(b) of Law 4548/2018, to decide, with the quorum and majority required by law, to increase the Company’s share capital through the issue of new shares by a nominal amount not exceeding, in total, three times the Company’s paid-up share capital on the date the authority is granted to the Board of Directors (that is, up to €12,936,000), while also having the authority to limit or exclude (cancel) the pre-emption rights of existing shareholders, in accordance with Article 27, paragraph 4 of Law 4548/2018. This authority will be valid for five years and may be exercised once or in multiple transactions. Under this authority, the Board of Directors may determine all the terms of the
This authority will be valid for five years and may be exercised once or in multiple transactions. Under this authority, the Board of Directors may determine all the terms of the 9 share capital increase, including, without limitation, its structure, the method, procedure and offer price for the new shares, the categories of investors eligible to participate in the share capital increase, the criteria for allocations among the different categories of investors, etc.
The Board of Directors may also decide to enter into any type of contract or agreement with foreign and/or domestic intermediary, organising, coordinating or managing banks and/or other investment services firms and/or new investors and, more generally, take any necessary or appropriate action or enter into any legal transaction to implement the share capital increase and the allocation of the shares, including the related amendment to the Company’s Articles of Association and the admission of the new shares to trading on Euronext Athens, as well as the limitation or exclusion (cancellation) of the pre-emption rights of existing shareholders.
*All resolutions of Dotsoft’s AGM are published in the right-hand column, “Supporting Material”.